NEW YORK — P. Diddy says there was no way he could allow an album called "Bad Boys" to come out — movie soundtrack or not — and not have it be on his label.

"The 'Bad Boys II' [soundtrack] means a lot to us 'cause it's the second era of Bad Boy," he said recently at his Daddy's House studio, talking about the first release on what he calls his newly reinvented label. "When I heard they were doing 'Bad Boys II,' I had to pick up the phone and call Will Smith and [the movie's producer] Jerry Bruckheimer. I was like, 'I'm about to launch my label and I've never done a soundtrack. I think this would be the perfect thing.' "

Not only did Diddy get the approval he wanted from the makers of "Bad Boys II," none of his industry buddies could say no when he approached them about being on the project.

"It's not just one of those soundtracks where it's just a compilation record and it's not cohesive," Diddy added of the LP, while listening to tracks in his recording lair. "These are all new songs. I've done a lot of work [and] I've produced almost everybody that's on the soundtrack, or I've paired on a record with them before. I'm in constant contact with them. I think that everyone respected the fact that I wanted to do something that was special."

As the soundtrack opens, Diddy begins rapping about pals that are no longer with him. "I done lost my best friend in Los Angeles/ My other n---a became an evangelist," Puff rhymes on "Show Me Your Soul," which was produced by the Neptunes. The Tunes' frontman, Pharrell Williams, sings in his high pitch, telling a girl to lose her inhibition, but another of the song's guest stars, Lenny Kravitz, is more overt with his advice.

"Be a maniac, lose control/ Get naked, strip under your soul," he encourages.

Justin Timberlake loses his mind over another girl later in the album on "Love Don't Love Me." J.T. flows in a jazzy, high-pitched voice over a hard, computerized bassline about a chick whose looks are too gangsta for him, but in a good way. According to him, she's 5-foot-9, has legs for days and green eyes that cut like a knife. Not to mention a sexy sway.

"Baby, tell me why I can't have you," he pouts on the song.

"What is it gonna take to get you to love me?" he swoons as the track progresses. "I can't fake it anymore."

Beyoncé is just as caught up on "Keep Giving Your Love to Me," but fortunately for her, affection is returned. "How could someone be so sexy and love the way you do?" she wails. "Keep giving your love to me/ The way you're giving your love, it's like you're making love to me."

Fat Joe and Diddy do it for the love of money on the guitar-tinged "Girl, I'm a Bad Boy." Joey Crack talks about wanting to change his hustling lifestyle but says he just can't stop hugging the block. He claims it's his best way to earn riches, seeing as how he'll never get a chance to make the NBA.

"I got a wicked jump shot, but let's be real/ Ain't no scouts gonna give this fat n---a a deal/ I gotta do what I gotta do, that's what's up," he sings.

As expected, Diddy is all about the Benjamins as well. He drops lyrics that initially take from Mobb Deep's "Shook Ones Part II" and talks about being an infamous businessman with a hectic schedule.

Meanwhile, members of one of Diddy's latest acquisitions, Da Band, from his MTV show "Making the Band 2," get their first shot at being full-fledged bad boys and girls with "Why." Over the bleak, drum-laden track, the collective rap and sing about battling with balla blockers, playa hatas, greedy friends and the fiendish ways of Lucifer.

"Why the devil keep on f---ing with me?" they take turns asking. "Could you tell me what he's hunting for?"